Effective February 19, 2014, we entered into a share purchase agreement, with
Albert Klyne and family and 1454004 Alberta Ltd., an Alberta, Canada
corporation. Klyne is the sole shareholder of 1454004 Alberta. Pursuant to the
agreement, we have agreed to purchase from Klyne 100% of the issued and
outstanding shares of 1454004 Alberta. As consideration, we have agreed to issue
to Klyne 19,500,000 shares of our common stock.

Upon completion of the terms of the agreement, 1454004 Alberta will become our
wholly-owned subsidiary. 1454004 Alberta holds 50% of the issued and outstanding
shares of CleanGen Inc., an Alberta, Canada corporation that operates CleanGen
Power Corp. and Cutting Edge Tire Recycling LP.

In accordance with the agreement, CleanGen Inc. is required to provide our
company with audited financial statements within 75 days of executing the
agreement. Once received, will file an amended Current Report on Form 8-K to
include the financial statements of CleanGen Inc.

Pursuant to the agreement, we have issued an aggregate of 19,500,000 shares of
our common stock to 2 non-US persons (as that term is defined in Regulation S of
the Securities Act of 1933) in an offshore transaction relying on Regulation S
of the Securities Act of 1933, as amended.